EX-FILING FEES 2 d377199dexfilingfees.htm EX-FILING FEES EX-FILING FEES

Exhibit 107

CALCULATION OF FILING FEE TABLES

424(b)(5)

(Form Type)

ZYMEWORKS INC.(1)

(Exact Name of Registrant as Specified in its Charter)

Table 1: Newly Registered Securities

 

                 
      Security
Type
   Security Class
Title
   Fee
Calculation
Rule
  Amount
Registered(2)
  Proposed
Maximum
Offering
Price Per
Unit
   Maximum
Aggregate
Offering
Price
  Fee Rate    Amount of
Registration
Fee
                 

Fees to Be

Paid

   Equity    Common Stock, $0.00001
par value per share
   457(o)   (3)       $150,000,000(3)   $110.20 per $1,000,000    $16,530
           
     Total Offering Amounts      $150,000,000(3)      $16,530
           
     Total Fees Previously Paid          
           
     Total Fee Offsets           $16,530(4)
           
     Net Fee Due                 $0

Table 2: Fee Offset Claims and Sources

 

                       
    

Registrant

or Filer

Name

 

Form

or

Filing

Type

  File Number  

Initial

Filing

Date

 

Filing

Date

  Fee Offset
Claimed
  Security
Type
Associated
with Fee
Offset
Claimed
  Security Title
Associated with
Fee Offset
Claimed
  Unsold
Securities
Associated
with Fee
Offset
Claimed
  Unsold
Aggregate
Offering
Amount
Associated with
Fee Offset
Claimed
  Fee Paid
with Fee
Offset
Source
 
Rule 457(p)
                       

Fee Offset

Claims

  Zymeworks Inc.(5)   424(b)(5)   333-259970-01   10/21/2022     $16,530(4)   Equity   Common
Shares,
no par value
  —  (4)   $150,000,000    
                       

Fee Offset

Sources

  Zymeworks Inc.(5)   424(b)(5)   333-259970-01       10/21/2022                       $16,530(4)

 

(1)

On October 13, 2022, the registrant completed a series of transactions, including a redomicile (the “Redomicile Transactions”). Following the closing of the Redomicile Transactions, the registrant became the successor issuer to Zymeworks BC Inc. (“Legacy Zymeworks”) pursuant to 13g-3(a) under the Securities Exchange Act of 1934, as amended. On October 13, 2022, the registrant filed Post-Effective Amendment No. 1 to Form S-3 assuming the Registration Statement on Form S-3 (File No. 333-259970) initially filed by Legacy Zymeworks on October 1, 2021 (the “Registration Statement”).

(2)

Pursuant to Rule 416(a) under the Securities Act of 1933, as amended, or the Securities Act, there are also being registered an indeterminable number of additional shares as may be issued to prevent dilution resulting from stock splits, stock dividends or similar transactions.

(3)

The registration fee is calculated in accordance with Rule 457(o) under the Securities Act of 1933, as amended (the “Securities Act”), based on the proposed maximum aggregate offering price. In accordance with Rules 456(b) and 457(r) of the Securities Act, as amended, Legacy Zymeworks initially deferred payment of all the registration fee for Registration Statement No. 333-259970 filed by Legacy Zymeworks on October 1, 2021.

(4)

The Company previously registered the issuance of up to $150,000,000 shares of common stock pursuant to the Registration Statement in a prospectus supplement filed on October 21, 2022 (the “Prior Prospectus Supplement”). In connection with the filing of the Prior Prospectus Supplement, the registrant made a contemporaneous fee payment in the amount of $16,530. This fee payment was partially offset by $13,905 previously paid in connection with $150,000,000 of unsold securities under the Registration Statement pursuant to a prospectus supplement filed by Legacy Zymeworks on October 1, 2021 (the “2021 Prospectus Supplement”), which in turn was offset by $13,905 previously paid in connection with $48,749,940.67 of unsold securities under Legacy Zymeworks’ Registration Statement on Form S-3 (File No. 333-228782), initially filed with the Securities and Exchange Commission on December 13, 2018, and $79,769,456 of unsold securities under Legacy Zymeworks’ Registration Statement on Form F-10 (File No. 333-224623), initially filed with the Securities and Exchange Commission on May 3, 2018, respectively. The offering under the Prior Prospectus Supplement has been terminated. Pursuant to Rule 457(p) under the Securities Act, the registration fee of $16,530 that has already been paid with respect to the Prior Prospectus Supplement and remains unused is hereby offset against the registration fee due for this offering.

(5)

In connection with the closing of the Redomicile Transactions, Legacy Zymeworks changed its name to “Zymeworks BC Inc.”